YEAR-END/FOURTH QUARTER 2014 EARNINGS CONFERENCE CALL SPEAKER NOTES. Friday, February 27, 2015 at 8:00 a.m. Central Time

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1 YEAR-END/FOURTH QUARTER 2014 EARNINGS CONFERENCE CALL SPEAKER NOTES Friday, February 27, 2015 at 8:00 a.m. Central Time Randy Palmer (Director of Investor Relations) Thank you, Operator. Good morning and thank you for joining our joint 2014 year-end and fourth quarter 2014 earnings call with CrossAmerica. With me today are Kim Lubel, our Chairman and CEO, Clay Killinger, CST Brands CFO, Joe Topper, CEO of CrossAmerica Partners, Mark Miller, CFO of CrossAmerica Partners and other members of our Executive Leadership Team. Kim will provide an overview of the operational performance for CST for the year and fourth quarter and then we will turn the call over to Clay to discuss CST s financial results. Joe will provide an overview of the operational performance for CrossAmerica Partners and then he will turn the call over to Mark to discuss the CrossAmerica financial results. At the end, we will open the call up to questions for both companies. Before we begin, I would like to remind everyone that today's call, including the question and answer session, may include forward-looking statements 1

2 regarding expected revenue, future plans, future operational metrics, and opportunities and expectations of the companies. These estimates and plans and other forward-looking statements involve known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed or implied on the call. There can be no assurance that management's expectations, beliefs, and projections, will be achieved or that actual results will not differ from expectations. Accordingly, for these forward-looking statements, we claim the protection of the Safe Harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of Please see filings with the Securities and Exchange Commission including our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for a discussion of important factors that could affect our actual results. Forward-looking statements represent the judgment of the Company s management as of today s date, and the Company disclaims any intent or obligation to update any forward-looking statements. During today's call, we may also provide certain performance measures that do not conform to U.S. Generally Accepted Accounting Principles, or GAAP. We've provided schedules that reconcile these non-gaap measures 2

3 with our reported results on a GAAP basis as part of our earnings press release which can be found on the Investors section of the companies websites at or We should also note that the results provided today by CST represent the business operations of CST on a standalone basis, before the consolidation of CrossAmericas Partners LP, but including the income associated with CST owning the IDRs of CrossAmerica since October 1, Full consolidating information is included footnote in 24 of our 2014 Form 10-K, which will enable you to arrive at our complete consolidated financial results. Today s call is being webcast and a recording of this conference call will be available there for a period of 60 days. With that, I'll now turn the call over to Kim Lubel. Kim Lubel (Chairman and CEO of CST Brands) Thanks, Randy. Good morning, everyone, and welcome to our year-end and fourth quarter 2014 earnings call. Our first joint earnings call with CrossAmerica Partners. 3

4 This morning we reported net income of $94 million or $1.21 per share for the fourth quarter of This compares to net income of $34 million or $0.44 per share for the fourth quarter of For both periods, we had certain one-time expenses that included asset impairments, transaction, legal and professional fees and gains on the sale of assets, as outlined in our earnings release. The income effect of these items was approximately $15 million for the fourth quarter of 2014 and approximately $4 million for the fourth quarter of Excluding these items, our earnings would have been $79 million or $1.02 per share for the fourth quarter of 2014 compared to $36 million or $0.48 for the fourth quarter of Clay will discuss the financial results in more detail later in the call, but I first wanted to summarize our fourth quarter and full year performance and outline some of our thoughts for During the first half of 2014, we experienced a rising crude oil and wholesale gasoline price environment. This changed dramatically in the back half of the year, especially during the fourth quarter, when we experienced steadily declining crude oil and wholesale gasoline prices that positively impacted our fuel margins and overall profitability, especially in the U.S. 4

5 Our U.S. fuel gross profit dollars increased $87 million or 123 percent for the fourth quarter 2014 compared to the fourth quarter We were able to achieve a 32 cent per gallon net margin for the quarter in the U.S., driven primarily by the declining crude oil and wholesale gasoline pricing environment. For the full year, our net fuel margin was 20 cents per gallon in the U.S. and 24 cents per gallon in Canada. As we look at our merchandise operations in the U.S., we experienced another good quarter in both revenue and margin dollar growth. Our revenues increased nine percent with a margin dollar increase of eight percent or $8 million across our network. For the year, we achieved a revenue increase of five percent and a margin dollar increase of six percent or $23 million. We hope to build on these positive trends in 2015, particularly through our contributions from our continued New-to-Industry store growth. While we are pleased with our strong full year 2014 results due to exceptional third and fourth quarter fuel margins, we are realistic and understand that fuel margins will most likely retreat back to their historical norms. 5

6 Although crude oil prices continued to fall in January, the price of crude oil in February has stabilized. I wanted to briefly talk about our network optimization plan or the potential sale of approximately 100 or so stores that we have previously discussed. In the fourth quarter, we closed on the sale of 71 sites for a total net gain of $32 million. We expect to close on the sale of an additional 10 stores in the first quarter. While you should expect that we will always be evaluating the performance of our sites, this should conclude this particular, more focused sales process. Our teams in both the U.S. and Canada did a great job in 2014, as they achieved our goal of opening up thirty-eight New-To-Industry stores. We have now opened 60 New-to-Industry stores in the last two years. As we have previously stated, our new larger format stores in the U.S. generate on average almost twice the inside store sales and fuel sales compared to our legacy stores. We also noted on our last call that we plan on building more new stores in 2015, and, after working though our 2015 budget, we currently project that we will build between 35 to 40 new stores in the U.S. and 10 to 12 new stores in Canada this year. We expect this level of organic growth to 6

7 continue in future years, supported by our partnership with CrossAmerica, as we expand into new markets. In addition to strong, organic growth, together with CrossAmerica, we will continue to look for opportunistic acquisitions. We are pleased with the early operational results from the Nice N Easy stores we acquired in the fourth quarter, and have made great strides in integrating the 22 Shellbranded San Antonio and Austin area stores that, with CrossAmerica, we acquired earlier this year. We re also excited about the potential growth opportunities in our newest operating footprint, following the acquisition by CrossAmerica of the 64 stores from Erickson Oil, which are predominately branded Freedom Valu and located in the Minneapolis/St. Paul area. Each of these three acquisitions brought to us a strong operating culture, innovative best practices and, in the case of Nice N Easy and Erickson Oil, new markets to possibly expand our new store development efforts. Furthermore, our dedicated integration team comprised of strong team members from both CST and CrossAmerica will continue to focus on making each acquisition and subsequent integration as successful and seamless as possible. These acquisitions help showcase the combined 7

8 strength of CST s retail operations and CrossAmerica s wholesale and advantaged, financial structure. We believe that our relationship with CrossAmerica further strengthens our overall growth strategy and that both the shareholders of CST Brands and the unitholders of CrossAmerica will benefit from this symbiotic relationship. As of January of this year, we completed our first drop down transaction with CrossAmerica, as we dropped down or sold a 5% limited partner interest in CST Fuel in exchange for approximately 1.5 million common units representing limited partner interests in CrossAmerica. I also wanted to note that we have opened our new distribution center, Corner Store Distribution Center, in San Antonio on February 22. This is the first phase of utilization of the previously announced purchase of the site where our new CST Service Center will also reside, sometime in mid The distribution center serves approximately 600 of our Corner Stores making deliveries to those stores three times a week. Finally, I want to say thank you to our over 13,500 team members across the U.S. and Canada for making 2014 a successful year, including our newest team members from CrossAmerica, Nice N Easy and most recently Landmark. I am looking forward to 2015 to build upon our growing 8

9 footprint, continue to refine and strengthen our existing operations, and delight more customers every day across our networks. We are excited about the future of our company and the opportunities that lie ahead. With that, I will turn the call over to Clay, to review our fourth quarter results. Clay Killinger (CFO of CST Brands) Thanks Kim. Before I begin, I would like to remind everyone that the financial results that I will be presenting for CST today do not consolidate CrossAmerica and reflect CST standalone results. The income associated with CrossAmerica s IDRs, which CST purchased on October 1, 2014, are in these results but were immaterial for the fourth quarter. Today we reported net income of $94 million or $1.21 per share for the fourth quarter of This compares to net income of $34 million or $0.44 per share for the fourth quarter of For both periods, we had certain one-time expenses that included asset impairments, transaction, legal and professional fees and gains on the sale of assets, as outlined in 9

10 our earnings release. The after-tax income effect of these items was approximately $15 million for the fourth quarter of 2014 and approximately $4 million for the fourth quarter of Excluding these items, our earnings would have been $79 million or $1.02 per share for the fourth quarter of 2014 compared to $36 million or $0.48 for the fourth quarter of As I discuss our fourth quarter highlights in more detail, I will be referring to our U.S. and Canadian segment operating results, which were included within our earnings release. Beginning this quarter, associated with our Cross America transaction and our subsequent joint acquisitions of Nice N Easy and Landmark, we have introduced a core versus non-core store classification concept into our joint operations. Core stores represent convenience stores that are fully integrated into our existing convenience store network. All acquired convenience store operations are first classified as non-core until our dedicated integration team completes its assessment and evaluation of each store for eventual transfer into core stores, conversion to wholesale dealers or other strategic alternatives. Operating statistics for our segments, including our same store information, present information for 10

11 our core stores only. As of December 31, 2014, our CST non-core stores consisted of the 32 Nice N Easy sites we recently acquired. In regards to our U.S. segment, fourth quarter 2014 motor fuel gross profit increased by $87 million or 123 percent when compared to the fourth quarter of The year-over-year improvement was primarily attributable to an increase in the cents per gallon fuel margin, net of credit card fees, of nearly 17 cents between the periods, rising to 32 cents from 15 cents for the fourth quarter of Fourth quarter 2014 prices of crude oil and wholesale gasoline were steadily declining for most of this quarter. As we have mentioned before, during periods of falling crude oil and wholesale gasoline prices, our retail margins are usually increased. For our core stores, our U.S. motor fuel gallons sold, per site per day, increased by approximately 1 percent quarter versus quarter. Our gross profit from Merchandise sales increased $8 million or 8 percent in the fourth quarter of 2014 when compared to the same period in 2013, primarily driven by improved packaged beverages, perishable foods and fresh foods categories across our networks, particularly from our New-to- Industry stores. 11

12 Operating expenses increased $8 million quarter versus quarter, driven primarily by our New-to-Industry stores. Turning to our Canadian segment, fourth quarter fuel gross profit declined by $2 million or 3 percent. This decrease in fuel gross profit was attributable to a relatively flat cents per gallon fuel margin, net of credit card fees, of 24 cents for both the 2013 and 2014 periods combined with a decline of nearly 4% in motor fuel gallons sold. Motor fuel gross profit was negatively affected by $5 million associated by the effects of foreign currency exchange. Our reported gross profit from our Merchandise sales and our Other category was down slightly for the fourth quarter of 2014 compared to The slight decline was primarily attributable to foreign currency exchange, as Merchandise gross profit was negatively impacted by $1 million. As a reminder, Other Revenues in Canada include our Heating Oil business as well as other services such as car wash and ATM fees similar to the U.S. The Canadian dollar continued to devalue relative to the U.S. Dollar during the fourth quarter of 2014 versus the comparable period in As noted 12

13 in our earnings release, the exchange rate for the U.S. dollar relative to the Canadian dollar averaged approximately 88 cents for the fourth quarter of 2014 versus approximately 95 cents for the comparable period in This represents a devaluation of the Canadian dollar by approximately eight percent between the comparable periods. Subsequent to year end, the Canadian dollar has further weakened and, as of Wednesday, it was at approximately 80 cents to the U.S. dollar. I ll now make a few comments about our financial position. At the end of the year, we had $353 million of cash and $297 million available under our credit facility after considering letters of credit and our maximum leverage constraint of 3.75 times adjusted EBITDAR. We have $205 million of cash in Canada and presently have no intentions of repatriating any amounts back to the U.S. In regards to our capital spending, capital expenditures for the full year of 2014 totaled $282 million. Most of this went towards our NTI builds that totaled $159 million. Also included in our 2014 capital expenditures was $43 million related to the purchase of an existing distribution center and office facility and $10 million of IT infrastructure expenses. 13

14 During the fourth quarter, we completed fourteen new stores in the U.S. and 7 in Canada. For the full year 2014, we completed 38 stores and, as Kim mentioned earlier, we plan to open an additional 35 to 40 new stores in the U.S. and 10 to 12 in Canada in As we look forward to 2015, we currently estimate that we will spend between $350 and $400 million for CST related capital expenditures. CST s 2015 estimated full year sustaining capital expenditures, which includes remodels and renovations, is expected to be between $90 and $110 million. This estimate also includes $15 to $25 million in spending associated with the finish out of our recently purchased distribution center and office facility. For your 2015 modeling purposes, I d like to provide you with some guidance on CST related non-gross margin items. Operating expenses for the first quarter of 2015 are expected to be in the range of $167 to $172 million. As we move through 2015 and open additional NTIs, these quarterly amounts are expected to increase by $2 to $5 million per quarter. Recurring general and administrative expenses are expected to average in the range of $27 to $30 million per quarter for Depreciation, 14

15 Amortization and Accretion expense is expected to be in the range of $32 to $34 million per quarter. With that, I will turn it back over to Randy and he will give you more guidance regarding our first quarter metrics. Randy Palmer (Director of Investor Relations, CST Brands) Thanks Clay. Before I turn the call over to Joe to discuss the CrossAmerica performance, we wanted to provide you with some gross profit segment guidance for CST for the first quarter of 2015: For our U.S. segment, we expect first quarter 2015 fuel volumes, on gallons sold per store per day basis, to be in the 4,850 to 4,950 range. For merchandise sales on a per store per day basis, we expect a range of $3,400 to $3,500. For the U.S. segment, we anticipate our merchandise gross profit percentage to be in a range of 29 to 30 percent. This is after the deduction of credit card fees. In regards to our Canadian segment, the first quarter 2015 volume, on gallons per site per day basis, is expected to be in the range of 3,000 to 3,100. We expect merchandise sales, in U.S. Dollars, on a per site per 15

16 day basis to be in a range of $1,850 to $1,950. For merchandise gross profit percentages for the Canadian segment, we expect a 26.5 to 27.5 percent range. This is after the deduction of credit card fees. All dollar-related guidance that has been provided regarding our Canadian segment could change if we see any further weakening or strengthening of the U.S. dollar relative to the Canadian dollar. These metrics are subject to the risk factors included in our SEC filings. With that, I will turn the call over to Joe Topper, CEO of CrossAmerica Partners. Joe Topper (CEO of CrossAmerica Partners) Thank you, Randy. For our portion of the call today, Mark and I will cover it much as we have in the past. I will provide a brief overview and some initial commentary on our fourth quarter results, followed by a review of our fourth quarter distribution increase and then review the over $230 million in acquisitions announced or completed during the quarter. I will then turn it over to Mark for a more detailed walk through of the financial results. Once we ve concluded our prepared 16

17 remarks, we will turn it back over to Randy to open up the question and answer session. The net loss for the fourth quarter of 2014 totaled $13.6 million or 60 cents per common unit. For the quarter, EBITDA totaled $4.7 million, Adjusted EBITDA totaled $12.7 million and Distributable Cash Flow amounted to $7.9 million or 34 cents per basic common unit. As we touch on in our press release, included in these figures are $1.4 million in acquisition expenses and $7 million in expense due to the accelerated vesting of equity awards and severance costs following the completion of the general partner s acquisition by CST. If you adjust for these items, Adjusted EBITDA would have been approximately $16.5 million and Distributable Cash Flow would have been $11.7 million or 51 cents per common unit. Our wholesale gross margin for the quarter was 7.1 cents per gallon. The wholesale fuel environment for the quarter continued to be strong. As we have discussed before, for our variable priced fuel supply contracts, our margin typically improves as oil prices and rack fuel prices decline. For the quarter, in addition to the approximately 42 million gallons that we distribute through our retail segment, approximately 15 17

18 million gallons of our third party wholesale supply business was under variable priced contracts. The margin associated with these variable priced gallons benefited from the decline in rack fuel prices for the quarter. For most of our wholesale gallons that we supply, we also receive a terms discount from the product supplier that is a percentage of the Partnership s purchase price of the fuel. The dollar value of this discount will vary as the price of fuel varies. For the fourth quarter, our purchase price of fuel in the wholesale segment declined by approximately 86 cents per gallon or approximately 31% relative to the third quarter. As result, the dollar value of the purchase discount from our suppliers decreased relative to the prior quarter. The decrease in the purchase discount due to the drop in fuel prices during the quarter was the primary driver of the decline in the wholesale segment margin per gallon for the quarter on a sequential basis, notwithstanding the positive margin environment for our variable priced gallons during the quarter. The Partnership declared a fourth quarter distribution of cents per unit. Based on our Distributable Cash Flow of 51 cents per basic common unit, which is adjusted for the acquisition and severance 18

19 expense items that I mentioned previously, the coverage ratio on the declared fourth quarter distribution is approximately 0.9 times based on the weighted average units for the quarter. There are two important things to note in reviewing the coverage ratio for the quarter: One, as we have discussed previously, we look at the coverage ratio over the course of a full year, with the fourth and first quarters of the year typically being the weaker quarters in our business. Two, we issued equity in the third quarter in order to position the Partnership s balance sheet to support future growth as we had a full pipeline of opportunities. We were able to deploy substantial amounts of the capital raised but subsequent to the end of the fourth quarter, so you see the third quarter equity issuance that reflected as well in the coverage ratio for the quarter, but not the anticipated benefit of the acquisitions closed in early The distribution increase represents our seventh increase in the eight full quarters in which we have been public. As we have stated many times before, our objective is to return cash to our unitholders in a prudent and sustainable manner and to grow that distribution over time. We, and our partners at CST, remain committed to that goal. 19

20 Moving on to acquisitions, the Partnership had an extremely active quarter with over $230 million in announced or completed acquisitions during the quarter. The announced acquisitions run the range of joint acquisitions with CST to a fuel drop down from CST to a third party acquisition done solely by the Partnership. We think that both the volume and variety of acquisitions done by the Partnership this quarter are a strong indication of the growth potential of the Partnership and the power of the Partnership s relationship with CST. The Partnership acquired 23 fee sites in connection with CST s previously announced acquisition of Nice N Easy. In addition to the real estate, the Partnership also acquired certain wholesale fuel supply related assets. The Partnership entered into a long term rental agreement with CST for the acquired real estate and a long term fuel supply agreement. The total consideration paid for the assets was $53.8 million, which represents the adjusted purchase price of the assets after review and approval of the transaction by the Conflicts Committee of the Partnership and the Executive Committee of CST. When we spoke last time, we were in the early stages of the review process for this transaction. We went through a rigorous process for this acquisition 20

21 both at the Partnership and at CST to ensure both sets of equity holders were fairly treated. The Conflicts Committee of the Partnership had both external legal and financial advisors to assist it in its review of the acquisition. It was our first time through the process for both sides so we took extra care to ensure that the process was transparent and fair. I am certain that we will continue to refine the approval process that we use for transactions between the Partnership and CST, but our commitment to you as equity holders to run a rigorous approval process won t change nor will our commitment to ensure a fair outcome in the transactions between CST and the Partnership change. We went back through the approval process for two additional transactions during the quarter. The first transaction was the acquisition of 22 fee properties and related wholesale fuel supply assets located primarily in the San Antonio market from Landmark Industries for $43.5 million, which was done jointly with CST. As in the Nice N Easy transaction, the Partnership leases the stores to CST and wholesale fuel supplies the sites under a long term agreement. The transaction closed in early January. 21

22 The second transaction was the first fuel supply dropdown. The Partnership acquired 5 percent of the limited partner interests in CST Fuel Supply LP, which is CST s U.S. fuel supply business in exchange for approximately 1.5 million CrossAmerica common units. CST s fuel supply business supplies substantially all of CST s U.S. locations at an approximate net profit margin of 5 cents per gallon. For 2014, the total domestic U.S. gallons distributed was approximately 1.9 billion. The net effect of this transaction is that the Partnership will get its pro rata share of the fuel margin from the fuel distribution associated with substantially all of CST s current U.S. locations. This transaction closed effective January 1. Finally, the Partnership announced the acquisition of all of the stock of Erickson Oil Products for $85 million, the largest acquisition to date of the Partnership since it became public. Erickson operates 64 sites with a concentration in the Minneapolis and St. Paul region of Minnesota. The Partnership will operate the convenience stores within the Partnership initially, much as it has done with the PMI acquisition completed earlier in Over time, we expect that the retail operations at certain sites will be transferred over to CST with real property leased and fuel supply 22

23 arrangements similar to those that have been announced over the past few months, such as Landmark or Nice N Easy. The transaction closed in mid-february. I ll now turn it over to Mark for a more detailed review of the financial results of the quarter. Mark Miller (CFO of CrossAmerica Partners) Thank you, Joe. During the fourth quarter of 2014, we distributed, on a wholesale basis, million gallons of motor fuels, resulting in a 7.1 cent average wholesale margin per gallon. Wholesale gross profit from motor fuel sales for the quarter totaled $17.1 million. In our retail segment, which represents our commission agent sites and a significant portion of our PMI operations, we distributed 42.5 million gallons, resulting in an 8.5 cent average retail margin per gallon, net of credit card fees and commissions. Retail gross profit from motor fuel sales for the quarter totaled $3.6 million. The total gallons distributed for the quarter was million gallons and the total gross profit from fuel sales was $20.6 million, representing 23

24 a margin of 8.5 cents per gallon. As a reminder, the Partnership s wholesale segment distributes substantially all of the fuel sold by the retail segment, which is why the total gallons distributed for the quarter is not simply the sum of the wholesale and retail segments. For the same period in 2013, the Partnership wholesale distributed million gallons at a 6.3 cent average margin per gallon. Gross profit from wholesale fuel sales for the fourth quarter 2013 totaled $10.5 million. Relative to the results of the fourth quarter 2013, our wholesale fuel volume increased by approximately 44 percent and wholesale fuel margin per gallon increased by 13 percent for the fourth quarter Overall, gross profit from wholesale fuel sales increased by $6.6 million, with the increase in gross profit being driven by both the higher margin per gallon and volume for the fourth quarter compared to last year. On the retail side, for the same period in 2013, the Partnership retail distributed 15.3 million gallons in the quarter at a retail fuel margin, net of credit cards fees and commissions, of 2.6 cents per gallon. Total retail fuel gross profit for the fourth quarter of 2013 was $0.4 million. The increase in the retail segment, in both average margin per gallon and 24

25 gross profit, was driven by the PMI acquisition completed in 2014 and the overall favorable pricing environment. The PMI acquisition increased the volume of the retail segment and also added straight retail sites to the portfolio, as opposed to commission agent retail locations, which the segment consisted solely of in Net rental income, which we define as rental income less rent expense, for the fourth quarter totaled $5.9 million. For the same period in 2013, the Partnership recorded $6.9 million in net rental income. Overall, net rental income decreased relative to the fourth quarter of 2013 primarily due to the increased rent expense of the leasehold sites in the PMI portfolio, which was not offset by increased rent income from the sites since the Partnership operates the sites directly and does not lease the sites to a third party as it has done in previous acquisitions. On the expense side, operating expenses for the fourth quarter 2014 totaled $11.5 million and selling, general and administrative expenses totaled $18.1 million. For the same period in 2013, operating expenses totaled $1.4 million and selling, general and administrative expenses totaled $4.6 million. 25

26 Operating expenses increased by $10.1 million for the quarter relative to 2013 primarily due to the direct store retail operations of PMI that are now included in the Partnership, and to a lesser extent, the overall increase in the number of sites in the portfolio relative to last year. Selling, general and administrative expenses increased in the fourth quarter 2014 relative to 2013 by approximately $13.6 million. Approximately $8.1 million of the increase relative to the prior year was due to $1.4 million of acquisition expenses related to the acquisitions closed or announced during the quarter and approximately $7 million in accelerated equity awards vesting and severance costs following the completion of the general partner acquisition by CST. In addition, approximately $1.7 million is due to the increase in expenses associated with PMI. The remainder of the increase is primarily due to the previously announced change in the Partnership s management fee structure under the Omnibus Agreement. This quarter continued the trend of decreasing oil and rack motor fuel prices that began in the second quarter of On a sequential basis, our wholesale fuel margin per gallon was down approximately 9% relative to the third quarter as the dollar value of the purchase discount 26

27 associated with the fuel price decreased due to the material drop in absolute fuel prices in the quarter. The decrease in the dollar value of the purchase discount offset the positive margin environment for our variable priced wholesale gallons. The retail pricing environment continued to be strong, with an approximate 60 percent increase in retail fuel margin per gallon for the quarter on a sequential basis. Overall, it was a strong quarter from a fuel perspective and we were pleased with our fuel margin results. On the financing side, it was a relatively quiet quarter. The acquisitions completed during the quarter and subsequent to the quarter end were financed through the Partnership s credit facility, with the exception of the fuel drop down from CST. The $50.4 million purchase price for the fuel drop was financed through the issuance of equity to CST on the transaction closing date of January 1, The Partnership issued approximately 1.5 million common units to CST, which was based on the 20 day weighted average common unit price for the period immediately preceding the announcement of the transaction on December 16, As of December 31, 2014, the Partnership had $200.4 million in outstanding borrowings under its credit facility. The Partnership had a 27

28 nominal $333.2 million available for borrowing, net of outstanding borrowings and letters of credit. At this time I will turn the call back over to Randy. Randy Palmer (Director of Investor Relations, CST Brands) Thanks Mark. With that, we will now open it up for questions. Randy Palmer (Director of Investor Relations, CST Brands) Okay. That completes today's conference call. We appreciate each of you joining us today. If you have follow-up questions, please feel free to contact us. Thank you. 28